9911796707
TMI Blog2008 (1) TMI 953X X X X Extracts X X X X X X X X Extracts X X X X ..... nder Cake . Alleging acts of mismanagement and oppression, the appellants, who are also the directors of the company has preferred C.P. No. 5 of 2008. In the said company petition, the appellants sought to restrain the respondents from conducting and holding the proposed extraordinary general meeting of the company scheduled to be held on January 12, 2008. The Company Law Board ( CLB ) by its order dated January 11, 2008, had granted the liberty to the first respondent-company to convene the extraordinary general meeting after serving notice to the appellants by registered post with acknowledgment due. The Company Law Board further observed that the first respondent-company cannot implement any of the resolutions without leave of the Board, ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... lants has further submitted that Clause 41 of the articles of association was neither invoked nor put in vogue till the appellants have filed the company petition and that the second respondent for the first time seeks to rely upon Clause 41 of the articles of association and the Company Law Board having found a prima facie case for intervention ought not to have been circumscribed by the articles in the exercise of such power. Learned Counsel has further urged that if the second respondent is allowed to operate the bank account, the respondents would in such an event manipulating invoice in such manner to secret the profits to themselves. Learned Counsel has drawn the attention of this Court to the cheques jointly signed by the appellant a ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... owers to operate the bank accounts of the company. Of course hitherto the managing director and the appellant were jointly operating the bank account as is seen from the cheques issued by the company. In the proposed extraordinary general meeting resolution is sought to be passed in terms of Clause 41 of the articles of association authorising managing director to solely operate the bank accounts of the company and authorising to sign cheques, instruments and necessary documents. Having regard to Clause 41 of the articles of association, the Company Law Board has passed the order that any resolution will not be implemented without leave of the Company Law Board, save in the matter of operation of the bank account by the managing director in ..... X X X X Extracts X X X X X X X X Extracts X X X X
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